TORONTO, ONTARIO--(Marketwire - June 8, 2012) - QUEENSTON MINING INC. (TSX:QMI)(FRANKFURT:QMI)(OTCQX:QNMNF) ("Queenston" or "the Company") is pleased to announce that it has today acquired beneficial ownership of 10,500,000 Class A voting common shares of Mistango River Resources Inc. ("Mistango") (CNSX:MIS) and 5,250,000 Class A voting common share purchase warrants through a non-brokered private placement. Queenston acquired 2,500,000 Units (at a price of $0.20 per Unit) and 8,000,000 Flow-Through Units (at a price of $0.25 per Flow-Through Unit) for an aggregate subscription price of $2,500,000. Each Unit and each Flow-Through Unit consists of one Class A voting common share of Mistango and one-half of one class A voting common share purchase warrant. Each whole warrant entitles Queenston to acquire one class A voting common share of Mistango at a price of $0.35 per class A voting commons share for a period of two years subject to acceleration in the event the closing price of the Common Shares of MIS on the CNSX equals or exceeds $0.50 for a period of ten consecutive trading days. The class A voting common shares forming part of the Units acquired by Queenston represent approximately 28% of the issued and outstanding shares of Mistango as at today's date.
Prior to this transaction Queenston held 1,350,000 Class A voting common shares of Mistango and 675,000 warrants to purchase 675,000 class A voting common shares (representing approximately 4.95% of the outstanding shares of Mistango). As a result of this transaction, Queenston now holds an aggregate of 11,850,000 class A voting common shares of Mistango and an aggregate of 5,925,000 class A voting common share purchase warrants of Mistango, representing approximately 31% of the total issued and outstanding shares of Mistango, or approximately 41% on a partially-diluted basis.
In connection with the transaction Queenston has the right to nominate one director to the Board of Directors of Mistango and has the right to participate in any future financings to maintain its current holding position.
The securities of Mistango were acquired for investment purposes and Queenston may from time to time acquire additional securities of Mistango, dispose of some or all of the existing or additional securities they hold or will hold, or may continue to hold their current position. The securities were acquired pursuant to the exemption from prospectus requirements for minimum amount investments.
Charles Page, President and CEO of Queenston said, "This strategic investment compliments our holdings in the Kirkland Lake area. We look forward in assisting Mistango in enhancing their Omega gold project located 10 kilometres from our 100% owned Upper Beaver project that is at the Advanced Exploration stage".
Queenston is a Canadian mineral exploration and development company with a primary focus on its holdings in the historic Kirkland Lake gold camp comprising 230 km² of prime exploration lands. The Company's assets include six 100%-owned gold deposits, all with NI 43-101 compliant mineral resources and ongoing exploration and development. The objective of the Company is to advance the flagship Upper Beaver project towards feasibility and production. The Upper Beaver project is currently being permitted for Advanced Exploration leading to new shaft development beginning in 2012. The Company is also very active in exploring and advancing the other five 100%-owned deposits that will provide additional feed for a central milling facility. The Company currently has cash and short-term investments of approximately $75 million, no debt and a fiscal 2012 budget for exploration of $25 million, with an additional $10 million budgeted for advanced exploration.
FORWARD LOOKING STATEMENTS
This news release may contain certain statements regarding future events, results or outlooks that are considered forward looking statements within the meaning of securities regulation. These forward looking statements reflect management's best judgment based on current facts and assumptions that management considers reasonable and include the words "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "potential" and "should". Forward looking statements contain significant risks and uncertainties. A number of circumstances could cause results to differ materially from the results discussed in the forward looking statements including, but not limited to, changes in general economic and market conditions, metal prices, political issues, permitting, environmental, exploration and development success, continued availability of capital and other risk factors. The forward looking statements contained in this document are based on what management believes to be reasonable assumptions, however, we cannot assure that the results will be compatible to the forward looking statements as management assumes no obligation to revise them to reflect new circumstances. The Corporation has no knowledge that would indicate the information is not true or incomplete and the Corporation assumes no responsibility for the accuracy and completeness of the information. Readers should not place reliance on forward looking statements. More information concerning risks and uncertainties that may affect the Company's business is available in Queenston's most recent Annual Information Form and other regulatory filings of the Company at www.sedar.com.